Someone emails you on a Tuesday. They want to talk about acquiring your business. You were not expecting it, you are mid-quarter, and the message sounds serious. That feeling you get is not just flattery. It is also the opening move in a negotiation you did not know you were in.
Most founders in consulting and tech services who receive an unsolicited approach handle it one of two ways: they ignore it too long, or they engage too fast. Both paths cost money. The firms that extract the most value from an approach are the ones who treat it as a process, not an event.
Verify before you engage
The first question is not whether you want to sell. The first question is whether the approach is real.
Unsolicited approaches arrive in different shapes. Some come directly from a trade buyer's corporate development team. Some come from a PE-backed platform looking to bolt on capability. A meaningful number come from intermediaries, corporate finance firms or M&A advisers who are building a target list on behalf of a buyer they may not yet have under mandate. Each is a different conversation with a different level of seriousness behind it.
If an approach comes informally, by call or a brief email, ask for a formal letter or expression of interest in writing. This is not bureaucracy. It tests intent. A buyer who is serious will not balk at putting something on paper. One who is fishing for information may quietly disappear, which tells you everything you need to know.
Understand who is approaching you and why now. The why now matters a lot. A buyer who is integrating a recent acquisition, raising a fund, or facing a specific capability gap has a real motivation. That motivation is your leverage, and you can only use it if you know it exists.
Do not share before you are protected
The instinct when a credible buyer appears is to make your business look attractive. You pull together revenue figures, client names, margin data. This is exactly the wrong sequence.
Before any substantive information changes hands, get a Non-Disclosure Agreement signed. A decent NDA does two things: it protects commercially sensitive data, and it creates a record of what was shared and when. That record matters if the process goes sideways or if the buyer uses your information to approach your clients directly.
Control the flow of information at every stage. Buyers interpret what they receive through their own lens. A client list without context becomes a concentration risk in their model. A margin figure without explanation becomes a negotiating point. You decide what is shared, when it is shared, and how it is framed. That is not obstruction. That is how a well-run process works.
The moment you share your EBITDA without context, you have handed the buyer the first number in the negotiation. Make sure it is the number you want to anchor to.
Know your number before they name theirs
You do not need a fully engineered valuation model on day one. But you do need a working sense of what your business is worth before you sit down with someone whose job is to buy it for less.
In consulting and tech services, valuation is built primarily on an EBITDA multiple, adjusted for quality factors: revenue mix, client concentration, founder dependency, growth trajectory, and the defensibility of the proposition. A £2m EBITDA business does not trade at the same multiple as a £5m EBITDA business, even in the same sector, because scale and platform credibility shift the buyer's perception of risk.
If you have done the Equity Snapshot diagnostic, you already have a benchmark. If you have not, take three minutes and do it now. It will show you where you sit against the top quartile on the seven pillars that buyers use to assess firms like yours. Walking into a buyer conversation without that picture is the equivalent of selling a house without knowing what the street is worth.
Protect your business while the conversation runs
An acquisition process is a distraction tax. The founder gets pulled into calls and document requests. Senior team members start asking questions. Clients occasionally pick up signals. The business softens while attention drifts to the deal.
Two disciplines keep this under control. First, decide early who needs to know and who does not. In our experience with founders across 80-plus engagements, the default should be a tight circle until heads of terms are agreed. Involve your CFO or FD for financial data requests. Beyond that, the leadership team does not need to know until the deal is real.
Second, keep the commercial engine running. A buyer who comes back to find a business that has drifted in the six months of discussion will reprice, extend diligence, or walk. The best thing you can do for your deal value is to keep winning and growing while the process runs.
Ask questions back
You are not obliged to answer every question a buyer asks. You are entitled to ask your own. What is their strategy for the next three years? What happened to the last firm they acquired? How do they handle integration? What does the leadership team of an acquired business typically look like two years post-close?
The answers tell you whether this is a business your people will be proud to join, or a situation where your team gets absorbed, your brand disappears, and you spend three years in an earn-out you cannot hit. Due diligence runs in both directions. The best founders treat it that way from the first conversation.
A buyer who will not answer your questions about their integration track record is telling you something important. Listen to it.
Get an adviser before you need one
The most common mistake in an unsolicited approach is waiting until the heads of terms stage to bring in external support. By then, you have already shaped the buyer's view of the business, anchored the valuation conversation, and potentially made representations you cannot walk back.
An adviser who knows the sector, knows the buyer, and has sat on both sides of the table changes the dynamic from the start. Not because you need someone to hold your hand, but because a buyer's corporate development team does this every month. You have probably never done it before.
Call this the Unsolicited Approach Trap: the founder who mistakes an approach for a deal, engages without preparation, shares too early, and ends up in a process on the buyer's terms rather than their own. The antidote is simple. Slow down, verify, protect your information, know your number, and get the right people alongside you before the conversation accelerates.
If an approach has landed or you want to understand what your business would be worth to a buyer today, the Equity Snapshot is the fastest way to get your bearings. Three minutes. No obligation. A clear picture of where you stand.